-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GIZiJq3ydn6oZXo6FVGIoz/xE0vlzPA4RTrwaE6ILwq17TX7beUDxhspcQtJQ/q5 GLMvIFew2nL1nH7dSqSj3g== 0001023175-00-000071.txt : 20000420 0001023175-00-000071.hdr.sgml : 20000420 ACCESSION NUMBER: 0001023175-00-000071 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000331 FILED AS OF DATE: 20000419 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TXON INTERNATIONAL DEVELOPMENT CORP CENTRAL INDEX KEY: 0001081834 STANDARD INDUSTRIAL CLASSIFICATION: OPERATIVE BUILDERS [1531] IRS NUMBER: 870579900 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: SEC FILE NUMBER: 000-26119 FILM NUMBER: 604402 BUSINESS ADDRESS: STREET 1: 3672 COVE POINT DRIVE CITY: SALT LAKE CITY STATE: UT ZIP: 84109 BUSINESS PHONE: 8015575785 10QSB 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended March 31, 2000 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___________________to_______________________ Commission File Number 000-26119 TXON INTERNATIONAL DEVELOPMENT CORPORATION (Exact name of small business issuer as specified in its charter) Nevada 87-0629754 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 3672 East Cove Point Drive, Salt Lake City, Utah 84109 (Address of principal executive offices) Registrant's telephone no., including area code: (801) 574-8000 Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 12 months (or for such shorter period that the registrant was required to file such reports), Yes [X] No [ ] and (2) has been subject to such filing requirements for the past 90 days. Yes [X ] No [ ] APPLICABLE ONLY TO CORPORATE ISSUERS State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date. Class Outstanding as of March 31, 2000 Common Stock, $.001 par value 5,231,000 1 TABLE OF CONTENTS PART I. FINANCIAL INFORMATION Item 1. Financial Statements . . . . . . . . . . . . . . . . . . . . . . . 3 Balance Sheets March 31, 2000 (unaudited)and December 31, 1999 . . . . . . . . . . . . 4 Statements of Operations For the three and six months ended March 31, 2000 and 1999 (unaudited)and Cumulative since inception . . . . . . . . . . . . . . . 5 Statements of Cash Flows For the six months ended March 31, 2000 and 1999 (unaudited)and the period from Inception January 1998 . . . . . . . . . . . . . . . . . . 6 Notes to Financial Statements . . . . . . . . . . . . . . . . . 7 NOTE 1 - ORGANIZATION AND HISTORY . . . . . . . . . . . . . . . . . . . 7 NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNT POLICIES. . . . . . . . . . . . 7 NOTE 3 - COMMON STOCK . . . . . . . . . . . . . . . . . . . . . . . . . 8 NOTE 4 - RELATED PARTY TRANSACTIONS . . . . . . . . . . . . . . . . . . 8 NOTE 5 - GOING CONCERN. . . . . . . . . . . . . . . . . . . . . . . . . 8 Item 2. Management's Discussion and Analysis and Plan of Operations . . . 9 PART II. OTHER INFORMATION . . . . . . . . . . . . . . . . . . . . . . . . 9 Item 1. Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . . . 9 Item 2. Changes In Securities and Use of Proceeds . . . . . . . . . . . . . 9 Item 3. Defaults Upon Senior Securities . . . . . . . . . . . . . . . . . . 9 Item 4. Submission of Matters to a Vote of Security Holders . . . . . . . .10 Item 5. Other Information . . . . . . . . . . . . . . . . . . . . . . . . .10 Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . . . . . . . . .10 SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .10 2 PART I FINANCIAL INFORMATION Item 1. FINANCIAL STATEMENTS The accompanying balance sheets of Txon International Development Corporation (a development stage company) at March 31, 2000 and 1999, and the statements of operations for March 31, 2000 and 1999 and the statements of cash flows for March 31, 2000 and 1999 and the period from inception January 1998 to March 31, 2000, have been prepared by the Company's management and they do not include all information and notes to the financial statements necessary for a complete presentation of the financial position, results of operations, cash flows in conformity with generally accepted accounting principles. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are a normal recurring nature. Operating results for the quarter ended March 31, 2000, are not necessarily indicative of the results that can be expected for the year ending September 30, 2000. 3 TXON INTERNATIONAL DEVELOPMENT CORPORATION (A Development Stage Company) Balance Sheets March 31, 2000 (unaudited) and December 31,1999 March 31, September 30, 2000 (Unaudited) 1999 ----------------- --------------- CURRENT ASSETS ASSETS Cash in bank $ 675 $ 1,035 Investments - - ----------------- --------------- Total Assets $ 675 $ 1,035 ================= =============== LIABILITIES AND STOCKHOLDERS' EQUITY Accounts payable $ - $ 86 Accrued expenses - - Accounts payable - officers - - ----------------- --------------- Total Liabilities - 86 ----------------- --------------- Stockholders' Equity Preferred stock (par value $0.001), 10,000,000 shares authorized, no shares issued at December 31, 1999 and March 31, 2000 - - Common stock (par value $0.001), 50,000,000 shares authorized, 5,231,000 issued at December 31, 1999 and March 31, 2000 5,231 5,231 Capital in excess of par value 357,484 357,484 Deficit accumulated during development stage (362,040) (361,766) ----------------- --------------- Total Stockholders' Equity 675 949 ----------------- --------------- Total Liabilities and Stockholders' Equity $ 675 $ 1,035 ================= =============== The accompanying notes are an integral part of these financial statements. 4
TXON INTERNATIONAL DEVELOPMENT CORPORATION (A Development Stage Company) Statements of Operations For the Three and Six Months Ended March 31, 2000 and 1999 And Cumulative Since Inception Development Stage (Unaudited) Cumulative For the Three Months For the Six Months Since Ended March 31, Ended March 31, Inception 2000 1999 2000 1999 Jan 29,1998 ------------ ------------ ------------ ---------- ----------- Revenues $ - $ - $ - $ - $ - Expenses Selling, general and Admin. expenses 30 122,197 274 223,934 362,040 ------------ ------------ ------------ ---------- ----------- Operating Loss (30) (122,197) (274) (223,934) (362,040) Other income (expense): Interest expense - - - - - ------------ ------------ ------------ ---------- ----------- Loss before taxes (30) (122,197) (274) (223,934) (362,040) Income taxes - - - - - ------------ ------------ ------------ ---------- ----------- Net Loss $ (30) $ (122,197) $ (274) $(223,934) $ (362,040) ============ ============ ============ ========== =========== Basic per Share Amounts Net Income (Loss) $ (.00) $ (.04) $ (0.00) $ (.06) $ (.06) ============ ============ ============ ========== =========== Weighted Average Shares Outstanding 5,231,000 3,460,000 5,231,000 3,460,000 3,923,000 ============ ============ ============ ========== =========== The accompanying notes are an integral part of these financial statements. 5
TXON INTERNATIONAL DEVELOPMENT CORPORATION (A Development Stage Company) Statements of Cash Flows for The Six Months Ended March 31, 2000, and 1999 and the Period from Inception January 1998 (Unaudited) Cumulative For the Six For the Six Since Months Ended Months Ended Inception of March 31, March 31, Development 2000 1999 Stage -------------- -------------- -------------- CASH FLOWS FROM OPERATING ACTIVITIES Net profit (loss) $ (274) $ (166,587) $ (362,040) Adjustments to reconcile net Loss to net cash provided by Operating activities - - - CASH FLOWS FROM INVESTING ACTIVITIES - - - CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from common stock - 90,000 362,040 -------------- -------------- -------------- Net cash provided by Financing activities - 90,000 362,040 -------------- -------------- -------------- Net change in cash and cash equivalents (30) (35,999) (361,365) Cash and cash equivalents at Beginning of period 705 83,468 - -------------- -------------- -------------- Cash and cash equivalents at At end of period $ 675 $ 47,469 $ 675 ============== ============== ============== SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES - No Activity The accompanying notes are an integral part of these financial statements. 6
TXON INTERNATIONAL DEVELOPMENT CORPORATION (A Development Stage Company) Notes to the Financial Statements March 31, 2000 NOTE 1 - ORGANIZATION AND HISTORY The Company was incorporated on January 28 1998 under the laws of the State of Nevada. with authorized common stock of 50,000,000 shares at a par value of $.001. The Company's original business has been large scale real estate development and construction, however the Company currently has no operations and is considered a development stage company which is seeking a business opportunity. The Company's financial statements are prepared using the accrual method of accounting. The Company has elected a fiscal year end of September 30. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The accompanying unaudited financial statements include all of the adjustments which, in the opinion of management, are necessary for a fair presentation. Such adjustments are of a normal, recurring nature. NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNT POLICIES Accounting Policy - ---------------- The Company recognizes income and expenses based on the accrual method of accounting. Dividend Policy - --------------- The Company has not yet adopted a policy regarding payment of dividends. Income Taxes - ------------- The tax benefit from the loss carry forward or the use of the future tax benefit is doubtful since the Company has no operations. Estimates and Assumptions - ------------------------- Management uses estimates and assumptions in preparing financial statements in accordance with generally accepted accounting principles. Those estimates and assumptions affect the reported amounts of the assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses. Actual results could vary from estimates that were assumed in preparing these financial statements. Financial Instruments - --------------------- The carrying amounts of financial instruments are considered by management to be their estimated fair values. These values are not necessarily indicative of the amounts that the Company could realize in the current market exchange. Earnings (Loss) Per Share - ------------------------- Earnings (loss) per share amounts are computed based on the weighted average 7 number of shares actually outstanding, after stock split, in accordance with FASB statement No. 128. Note 3 - COMMON STOCK The Company had no Common stock transactions during this period. Note 4 - RELATED PARTY TRANSACTIONS The Company had no related party transactions during this period. Note 5 - GOING CONCERN The Company's financial statements are prepared using generally accepted accounting principles applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. However, the Company does not have significant cash or other material assets, nor does it have an established source of revenues sufficient to cover its operating costs and to allow it to continue as a going concern. It is the intent of the Company to seek business opportunities to become a viable operating company. Until that time, shareholders of the Company have committed to meeting its minimal operating needs. 8 Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS AND PLAN OF OPERATIONS The following information should be read in conjunction with the financial statements and notes thereto appearing elsewhere in this Form 10-QSB. TXON International Development Corporation (the "Company") is considered a development stage company with minimal assets or capital and with no significant operations or income since its inception. It is anticipated that the Company will require only nominal capital to maintain the corporate viability of the Company and necessary funds will most likely be provided by the Company's officers and directors in the immediate future. However, unless the Company is able to facilitate a business opportunity or is able to obtain significant outside financing, there is substantial doubt about its ability to continue as a going concern. The costs and expenses associated with the preparation and filing of its registration statement on Form 10-SB have been paid for by an advance from a shareholder of the Company. It is anticipated that future expenses will be handled in a similar manner. Liquidity and Capital Resources - -------------------------------- The Company will need additional working capital to finance its planned activity. Results of Operations - --------------------- The Company has had no operations during this reporting period. Risk Factors and Cautionary Statements - -------------------------------------- This report contains certain forward-looking statements. The Company wishes to advise readers that actual results may differ substantially from such forward-looking statements. Forward- looking statements involve risks and uncertainties that could cause actual results to differ materially from those expressed in or implied by the statements, including, but not limited to, the following: the ability of the Company search for appropriate business opportunities to meet its cash and working capital needs, the ability of the Company to maintain its existence as a viable entity, and other risks detailed in the Company's periodic report filings with the Securities and Exchange Commission. PART II Item 1. Legal Proceedings There are presently no material pending legal proceedings to which the Company is a party to, to the best of its knowledge, no such actions against the Company are contemplated or threatened. Item 2. Changes In Securities and Use of Proceeds This Item is not applicable to the Company at this time. Item 3. Defaults Upon Senior Securities This Item is not applicable to the Company at this time. 9 Item 4. Submission of Matters to a Vote of Security Holders This Item is not applicable to the Company at this time. Item 5. Other Information This Item is not applicable to the Company. Item 6. Exhibits and Reports on Form 8-K (a) Exhibit 27 - Financial Data Schedules (b) Reports on Form 8-K No report on Form 8-K was filed by the Company during the three month period ended March 31, 2000. SIGNATURES In accordance with the requirements of the Securities Exchange Act of 1934, the Registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. TXON INTERNATIONAL DEVELOPMENT CORPORATION [Registrant] Date: 4-5-00 By: /s/ John Chris Kirch -------------------------------- John Chris Kirch, Chairman Chief Executive Officer 10 EX-27 2
5 6-MOS SEP-30-2000 MAR-31-2000 675 0 0 0 0 675 0 0 675 0 0 0 0 5,231 (4,556) 675 0 0 0 0 274 0 0 (274) 0 (274) 0 0 0 (274) (0.00) (0.00)
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